The company said it entered into a Third Supplemental Indenture with Deutsche Bank Trust Company Americas, as trustee, on October 9, 2026 to the Base Indenture dated March 22, 2023.

1. 01

   The company said it entered into a Third Supplemental Indenture with Deutsche Bank Trust Company Americas, as trustee, on October 9, 2026 to the Base Indenture dated March 22, 2023.

2. 02

   The company said the amendments would eliminate substantially all restrictive covenants for each series of Existing Kenvue Notes, eliminate certain Event of Default triggers other than failure to pay, eliminate the SEC reporting covenant, and eliminate certain restrictions on consolidating, merging, or transferring assets.

3. 03

   The company said the amendments followed consents solicited by Kimberly-Clark on its behalf and were linked to Kimberly-Clark's exchange offers for up to $7,000,000,000 aggregate principal amount of new Kimberly-Clark Notes and cash in exchange for Existing Kenvue Notes.

4. 04

   The company said the Third Supplemental Indenture is effective upon execution, but the amendments for each series will become operative on the Settlement Date for the related Exchange Offer and Consent Solicitation. It also said the Expiration Date is expected to occur on or about the closing date of Kimberly-Clark's acquisition of the company.

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Original filing

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